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UPDATE 2-Anglo American agrees $1.5 bln cement asset sale

* Sale is conditional to success of Holcim-Lafarge merger

* Proceeds would cut Anglo's expected net debt by 10 pct

(Adds comments, details)

July 7 (Reuters) - Mining group Anglo American Plc has agreed to sell its stake in a cement venture to its French-based partner Lafarge SA for at least $1.5 billion, proceeds which will be used to cut debt as part of a broader restructuring.

Under Chief Executive Mark Cutifani, appointed more than a year ago, Anglo has been reshaping its business with a review of its assets and a programme of jobs cuts.

But the deal is contingent on the go-ahead of a proposed merger between Lafarge and Swiss-based Holcim Ltd, which themselves need to restructure to satisfy regulatory demands if they are to get their deal through.

Anglo's sale of the cement venture Lafarge Tarmac, deemed by Anglo to be not a key asset, fits in with Cutifani's strategy to focus on core activities while divesting any underperforming and non-core units.

Lafarge Tarmac was formed in January 2013 as a 50-50 joint venture between Lafarge UK and Anglo's building materials business Tarmac.

Anglo said the sale agreement was only provisional, but it was making the announcement because Lafarge intends to offer to divest the whole joint venture as part of its proposed merger with Holcim.

The mining group said it expects to use the proceeds from the planned sale, which it put at at least 885 million pounds ($1.5 billion) in cash, to pay down debt.

WAIT AND SEE

"It's certainly a positive for Anglo American if they can get it done. This will take about 10 percent off their expected net debt of $15 to $16 billion by 2015," analyst Ben Davis at brokerage Liberum Capital said.

"There are just a lot of questionmarks on whether Holcim and Lafarge can get the regulator's approvals. We know the building materials market in Europe is very concentrated already, so we have to wait and see whether it goes through."

Anglo noted the sale of its Lafarge Tarmac stake was subject to a number of conditions, including the completion of the Lafarge-Holcim merger.

Lafarge and Holcim need to shed around 5 billion euros ($6.8 billion) in assets to help persuade competition regulators to back the merger, which was unveiled in April and would create the world's biggest cement maker with $44 billion in annual sales.

Competition regulators in some 15 countries, as well as the European Commission, are expected to scrutinise the Holcim-Lafarge deal.

Anglo said it would work with Lafarge towards finalising the terms of a definitive agreement in the third quarter of 2014.

"The deal is in line with Anglo's stated strategy to consolidate its operations and focus on core divisions," Citi analysts said in a note to clients.

"Though the deal value is just 4.1 percent of the company's current (stock) market capitalisation, we believe it will provide much needed support to Anglo's balance sheet."

Anglo American shares were down 0.4 percent by 0933 GMT, compared with a 0.7 percent fall in London-listed mining stocks as a whole. ($1 = 0.5877 British pounds)

(Reporting by Aashika Jain in Bangalore; Editing by Sunil Nair and David Holmes)